Quarterly report pursuant to Section 13 or 15(d)

Debt (Tables)

v3.22.2
Debt (Tables)
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Schedule of Debt Instruments
Debt consisted of the following (in millions): 
June 30, December 31,
2022 2021
SPL:
Senior Secured Notes:
5.625% due 2023
$ 1,500  $ 1,500 
5.75% due 2024
2,000  2,000 
5.625% due 2025
2,000  2,000 
5.875% due 2026
1,500  1,500 
5.00% due 2027
1,500  1,500 
4.200% due 2028
1,350  1,350 
4.500% due 2030
2,000  2,000 
4.27% weighted average rate due 2037
1,282  1,282 
Total SPL Senior Secured Notes 13,132  13,132 
Working capital revolving credit and letter of credit reimbursement agreement (the “SPL Working Capital Facility”)
—  — 
Total debt - SPL 13,132  13,132 
CQP:
Senior Notes:
4.500% due 2029
1,500  1,500 
4.000% due 2031
1,500  1,500 
3.25% due 2032
1,200  1,200 
Total CQP Senior Notes 4,200  4,200 
Credit facilities (the “CQP Credit Facilities”) —  — 
Total debt - CQP 4,200  4,200 
CCH:
Senior Secured Notes:
7.000% due 2024
1,250  1,250 
5.875% due 2025
1,500  1,500 
5.125% due 2027
1,500  1,500 
3.700% due 2029
1,500  1,500 
3.72% weighted average rate due 2039
2,721  2,721 
Total CCH Senior Secured Notes 8,471  8,471 
CCH Credit Facility (1) 779  1,728 
Working capital facility (the “CCH Working Capital Facility”) (2)
—  250 
Total debt - CCH 9,250  10,449 
Cheniere:
4.625% Senior Secured Notes due 2028
2,000  2,000 
2045 Cheniere Convertible Senior Notes (3)
—  625 
Revolving credit facility (the “Cheniere Revolving Credit Facility”)
—  — 
Total debt - Cheniere 2,000  2,625 
Cheniere Marketing: trade finance facilities and letter of credit facility (2)
—  — 
Total debt 28,582  30,406 
Current portion of long-term debt (773) (117)
Short-term debt (1,497) (250)
Unamortized premium, discount and debt issuance costs, net (257) (590)
Total long-term debt, net of premium, discount and debt issuance costs $ 26,055  $ 29,449 
(1)The outstanding balance as of June 30, 2022 was repaid in July 2022 and is categorized as current debt.
(2)These debt instruments are classified as short-term debt.
(3)The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption.
Schedule of Line of Credit Facilities and Delayed Draw Term Loan
Below is a summary of our committed credit facilities outstanding as of June 30, 2022 (in millions):
SPL Working Capital Facility
CQP Credit Facilities
CCH Credit Facility (1)
CCH Working Capital Facility (1)
Cheniere Revolving Credit Facility
Total facility size $ 1,200  $ 750  $ 4,039  $ 1,500  $ 1,250 
Less:
Outstanding balance —  —  779  —  — 
Letters of credit issued 363  —  —  276  — 
Available commitment $ 837  $ 750  $ 3,260  $ 1,224  $ 1,250 
Priority ranking Senior secured Senior secured Senior secured Senior secured Senior secured
Interest rate on available balance
LIBOR plus 1.125% - 1.750% or base rate plus 0.125% - 0.750%
LIBOR plus 1.25% - 2.125% or base rate plus 0.25% - 1.125%
SOFR plus credit spread adjustment of 0.1% , plus margin of 1.5% or base rate plus 0.5%
SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus applicable margin
LIBOR plus 1.250% - 2.375% or base rate plus 0.250% - 1.375% (2)
Weighted average interest rate of outstanding balance n/a n/a 3.13% n/a n/a
Commitment fees on undrawn balance 0.15% 0.49% 0.53% 0.18% 0.25%
Maturity date March 19, 2025 May 29, 2024 (3) June 15, 2027 October 28, 2026
(1)In June 2022, CCH amended and restated the CCH Credit Facility and the CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.
(2)This facility was amended in 2021 to establish a SOFR-indexed replacement rate for LIBOR.
(3)The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project.
Schedule of Interest Expense
Total interest expense, net of capitalized interest, including interest expense related to our convertible notes, consisted of the following (in millions):
  Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
Interest cost on convertible notes:
Interest per contractual rate $ —  $ 11  $ —  $ 23 
Amortization of debt discount and debt issuance costs —  — 
Total interest cost related to convertible notes —  14  —  31 
Interest cost on debt and finance leases excluding convertible notes 370  387  742  787 
Total interest cost 370  401  742  818 
Capitalized interest (13) (33) (36) (94)
Total interest expense, net of capitalized interest $ 357  $ 368  $ 706  $ 724 
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments
The following table shows the carrying amount and estimated fair value of our debt (in millions):
  June 30, 2022 December 31, 2021
  Carrying
Amount
Estimated
Fair Value
Carrying
Amount
Estimated
Fair Value
Senior notes Level 2 (1)
$ 24,550  $ 23,530  $ 24,550  $ 26,725 
Senior notes Level 3 (2)
3,253  3,069  3,253  3,693 
2045 Cheniere Convertible Senior Notes — Level 1 (3) —  —  625  526 
(1)The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of these senior notes and other similar instruments.
(2)The Level 3 estimated fair value was calculated based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including our stock price and interest rates based on debt issued by parties with comparable credit ratings to us and inputs that are not observable in the market. 
(3)The Level 1 estimated fair value was based on unadjusted quoted prices in active markets for identical liabilities that we had the ability to access at the measurement date.